SKYX Platforms Corp. completed the acquisition of Belami for $25.28 million.
SKYX Platforms Corp. (NasdaqCM:SKYX) completed the acquisition of Belami for $25.28 million on April 28, 2023. The revised purchase price paid at the closing consisted of $8 million in cash, and an aggregate of 1,923,285 shares of the Company's common stock. The Company will also pay an additional (i) $3.158 million deferred cash payment one year after close and (ii) a number of shares of common stock equal to $5.639 million, subject to a minimum price per share of $3.00 and a maximum price per share of $4.00. In addition, SKYX has also agreed to assume Belami's (i) promissory notes in an aggregate amount of $1.0 million, and having a 90-day term and an interest rate of 4.86% per annum (the Closing Notes); and (ii) promissory notes in the initial aggregate amount of $464,669 (the Retained Earnings Notes). The Company also agreed to pay cash bonuses and to grant the following equity awards to certain employees and consultants of Belami: 735,375 restricted stock units, which will vest on April 28, 2024; 568,927 restricted shares, which will vest on the date of grant; up to 150,000 restricted stock units, which will vest in three equal annual installments on the anniversary of the grant date, beginning with the first anniversary of the grant date; and five-year options to purchase up to 150,000 shares of common stock, which will vest and become exercisable in three equal annual installments beginning on the first anniversary of the date of grant. Belami's loan agreement with PNC Bank, National Association was repaid in full prior to the Closing. As in 2022, Belami reported a $86 million in revenues.